Company Secretary and Compliance: Role, Duties, Secretarial Standards and Compliance Management (Overview) Questions

Question 1

Who is a company secretary (CS)?

Accepted Answer

A company secretary is an officer/professional responsible for **compliance** and supporting corporate governance processes (concept).

Question 2

State one key duty of the company secretary.

Accepted Answer

Ensuring timely **statutory filings** and maintaining compliance records (concept).

Question 3

What are secretarial standards?

Accepted Answer

Secretarial standards are standardised best practices for conducting and documenting meetings and secretarial records (concept).

Question 4

Define compliance management.

Accepted Answer

Compliance management is a system to identify legal requirements, implement controls, monitor adherence, and maintain **evidence** of compliance.

Question 5

Minutes of meetings are important as evidence of decisions. (True/False)

Accepted Answer

True. Minutes are official records and legal **evidence** of proceedings and resolutions.

Question 6

State one consequence of non-compliance.

Accepted Answer

Non-compliance can lead to **penalties/fines** and reputational damage (concept).

Question 7

Explain the role of the company secretary in corporate governance (any three points).

Accepted Answer

Role of CS in corporate governance (any three):

- ensures meetings are properly convened and documented (agenda, notice, minutes)
- ensures timely **compliance** and filings (concept)
- maintains statutory records and provides an audit trail
- advises the board on governance and legal requirements (concept)

Thus, the CS strengthens transparency and accountability.

Question 8

List any three key duties/functions of a company secretary using a table.

Accepted Answer

Key CS duties (any three):

| Area | Duty |
|---|---|
| Meetings | agenda, convening, **minutes** |
| Compliance | filings, calendar, evidence |
| Records | statutory registers and documentation |

Any three points with examples can be written.

Question 9

Explain a typical compliance cycle with a flowchart and brief note.

Accepted Answer

Compliance cycle (flow):

Identify requirements → Assign responsibility → Compliance calendar/checklist → Implement controls → Monitor/report → Corrective action → **Documentation/evidence** → Review

Brief note: This cycle ensures continuous compliance rather than one-time filing.

Question 10

Differentiate registers, minutes and filings as secretarial records using a table (any three points).

Accepted Answer

Secretarial records comparison:

| Record | What it contains | Why it matters |
|---|---|---|
| **Registers** | statutory details (members, directors etc.) | proof of compliance |
| **Minutes** | proceedings/resolutions | legal evidence |
| **Filings** | forms/returns/disclosures (concept) | regulatory compliance |

Thus, each record type supports governance and accountability.

Question 11

Explain compliance management: meaning, objectives and benefits (exam-style) with a table and conclusion.

Accepted Answer

### Meaning
Compliance management is a system to ensure the organisation follows applicable laws and maintains **evidence** of adherence.

### Objectives/benefits (table)
| Objective | Benefit |
|---|---|
| Risk control | fewer **penalties** and disputes |
| Transparency | better stakeholder confidence |
| Process discipline | timely filings and cleaner audits |

### Conclusion
Effective compliance management reduces legal risk and strengthens corporate governance through documentation and continuous monitoring.

Question 12

Write an exam-style answer on the role of company secretary in meetings and board processes (include a flow/table and conclusion).

Accepted Answer

### Role in meetings/board processes
The CS ensures meetings are properly convened, conducted and documented.

Flow: Agenda preparation → Notice & papers → Meeting support → **Minutes** drafting → Action tracking → Compliance filings (concept)

| Stage | CS contribution |
|---|---|
| Before meeting | agenda, notice, checklist |
| During meeting | procedural guidance, documentation |
| After meeting | minutes, follow-up actions, filings |

### Conclusion
By managing meeting processes and records, the CS strengthens legality, transparency and effective decision-making.

Question 13

Explain secretarial standards: need, key areas and importance (exam-style) with a table and conclusion.

Accepted Answer

### Need/importance
Secretarial standards promote uniform and legally defensible meeting and documentation practices.

| Area | What standards ensure |
|---|---|
| Meetings | proper procedure and consistency |
| Documentation | accurate **minutes** and records |
| Governance | transparency and accountability |

### Conclusion
Secretarial standards improve compliance quality and reduce disputes by standardising how decisions are taken and recorded.

Question 14

Prepare an exam-style compliance calendar concept note (flow/table) and explain how it helps the company.

Accepted Answer

Compliance calendar (concept):

| Item | Due/period | Responsible | Evidence |
|---|---|---|---|
| Filings/returns | monthly/quarterly/annual (concept) | CS/Finance | challan/acknowledgement |

How it helps:
- ensures timely **filings**
- assigns responsibility
- keeps evidence ready for audit/inspection

Thus, a calendar turns compliance into a trackable process.

Question 15

Explain consequences of non-compliance for a company (any three points) using a table.

Accepted Answer

Consequences of non-compliance (any three):

| Area | Impact |
|---|---|
| Legal | **penalties/fines**, prosecution (concept) |
| Business | delays in approvals/transactions (concept) |
| Reputation | loss of trust with investors/regulators |
| Governance | increased scrutiny and stricter monitoring |

Thus, compliance protects the company from legal and business risks.

Company Secretary and Compliance: Role, Duties, Secretarial Standards and Compliance Management (Overview)

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